LOWRANCE ELECTRONICS INC - 10-Q Quarterly Report

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-Q
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X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
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OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended April 30, 2003

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
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OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______ to _______

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Commission File Number: 0-15240

LOWRANCE ELECTRONICS, INC.
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(Exact Name of Registrant as Specified in its Charter)

Delaware 44-0624411
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State of Incorporation IRS Identification Number

12000 East Skelly Drive
Tulsa, Oklahoma 74128
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(Address of Principal Executive Offices)

Registrant's telephone number, including area code: (918) 437-6881

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days.

YES X NO
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Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act).

YES NO X
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At April 30, 2003, there were 3,761,196 shares of Registrant's $0.10 par value
Common Stock outstanding.

LOWRANCE ELECTRONICS, INC.

FORM 10-Q

INDEX

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LOWRANCE ELECTRONICS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)

The accompanying notes are an integral part of these condensed consolidated
balance sheets.

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LOWRANCE ELECTRONICS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(Unaudited)

The accompanying notes are an integral part of these condensed consolidated
statements.

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LOWRANCE ELECTRONICS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

The accompanying notes are an integral part of these condensed consolidated
statements.

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LOWRANCE ELECTRONICS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
THREE MONTHS AND NINE MONTHS ENDED APRIL 30, 2003 AND 2002
(Unaudited)

(1) PRINCIPLES OF PREPARATION

The financial statements subsequent to July 31, 2002 and with respect to
the interim three and nine month periods ended April 30, 2003 and 2002
have been prepared by the Company, without audit, pursuant to the rules
and regulations of the Securities and Exchange Commission. Certain
information and footnote disclosures normally included in financial
statements prepared in accordance with accounting principles generally
accepted in the United States have been condensed or omitted pursuant to
such rules and regulations, although the Company believes that the
disclosures contained herein are adequate to make the information
presented not misleading. Accounting policies for the nine months ended
April 30, 2003, are the same as those outlined in the Annual Report on
Form 10-K filed relative to the year ended July 31, 2002. In the opinion
of management, all adjustments necessary for a fair presentation of
interim results of operations have been made to the interim statements.
All such adjustments were of a normal, recurring nature. The condensed
consolidated financial statements should be read in conjunction with the
consolidated financial statements and the notes thereto included in the
Company's Annual Report for the year ended July 31, 2002 filed with the
Securities and Exchange Commission on Form 10-K.

In November 2002, the Financial Accounting Standards Board (FASB) issued
Interpretation No. 45, "Guarantor's Accounting and Disclosure
Requirements for Guarantees, Including Indirect Guarantees of
Indebtedness of Others" ("FIN 45"). The initial recognition and initial
measurement provisions of the interpretation are applicable on a
prospective basis to guarantees issued or modified after December 31,
2002. The disclosure requirements are effective for financial statements
of interim or annual periods ending after December 15, 2002. The adoption
of FIN 45 did not impact the Company's financial position or results of
operations.

Certain reclassifications have been made to the April 30, 2002 financial
statements to conform to the classifications used for the period ended
April 30, 2003.

(2) BALANCE SHEET DETAIL

Inventories -

Inventories are priced at the lower of cost (first-in, first-out) or
market and consist of the following:

Inventory on hand at April 30, 2003 for products the Company discontinued
during fiscal 2003 was $329,000; inventory of those specific products
amounted to $3.4 million at July 31, 2002. All discontinued inventories
are carried at cost, which management believes to be lower than expected
realizable value. The Company expects the remaining inventory of
discontinued products to be sold during fiscal 2003.

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(3) PRODUCT WARRANTIES

The following represents a tabular presentation of the changes in the
Company's aggregate product warranty liability for the nine-month
reporting period.

(4) LONG-TERM DEBT AND REVOLVING CREDIT LINE

Long-term debt and revolving credit line are summarized below:

At April 30, 2003, the Company's financing facility consisted of $7.4
million in term loans, with a remaining balance of $1.6 million, and a
revolving credit line that provides for borrowings up to $26.5 million
based on varying percentages of qualifying receivables and inventories.
Borrowing against inventories is limited to $13 million in total. The
interest rate on the financing facility is prime plus .5%, which was
4.75% as of April 30, 2003. The Company had $7.0 million available under
the revolving credit line at April 30, 2003.

During November 2002, the Company amended its financing facility. This
amendment extended the term of the agreement for the revolving credit
line from December 31, 2003 to December 31, 2005. Significant provisions
of the amendment include changes in certain financial covenants, the
lowering of the interest rate from prime plus 1.0% to prime plus .5% on
all loans under the facility and the addition of LIBOR based interest
rate options. In addition, the amendment allows for a permanent $1.5
million seasonal overadvance facility.

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The terms of the foregoing agreement include a commitment fee of .25%
based on the unused portion of the revolving credit line in lieu of
compensating balances.

As of April 30, 2003, the Company exceeded its third quarter maximum
inventory level covenant; however, the bank waived this violation as an
event of default under the terms of the revolving credit line and removed
the covenant for the July 31, 2003 reporting date. The Company was in
compliance with all remaining loan covenants at April 30, 2003.

The Company's indebtedness is collateralized by substantially all of the
Company's assets.

(5) CONSOLIDATED STATEMENTS OF CASH FLOWS

During the nine months ended April 30, 2003, and April 30, 2002, the
Company paid interest of approximately $757,000 and $1.2 million,
respectively. For the same periods, the Company paid income taxes of
$400,000 and $0, respectively.

Incremental capital lease borrowings of $492,000 are included in
property, plant and equipment balances for the nine months ended April
30, 2003 as compared to $369,000 for the same period last year. Total
capital expenditures for the period, including capital lease borrowings,
were $1.7 million as compared to $989,000 for the previous period.

(6) OPERATING SEGMENTS

The Company is not required to reflect segment disclosures as the CEO and
President, the Company's Chief Decision Maker, provides oversight and
review based upon financial statements and financial information
presented at the consolidated level.

The Company markets its products internationally through foreign
distributors, except in Canada and Australia where it has established its
own distribution operations. The majority of foreign sales are
concentrated in Canada, Australia and Europe.

Long-lived assets in foreign countries are disclosed in Note 2 to the
Consolidated Financial Statements, Property, Plant and Equipment, in the
Company's 2002 Annual Report on Form 10-K. There are no significant
long-lived assets in any foreign country other than Mexico.

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(7) EARNINGS PER SHARE

Basic and diluted earnings per share is calculated as follows:

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PART I, ITEM 2

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS

RESULTS OF OPERATIONS

Three Months Ended April 30, 2003

SALES AND MARGIN

Total net sales decreased by 1.1% for the three months ended April 30, 2003 as
compared to the same period last year while total unit sales decreased by 9.6%.
The gross profit margin increased to 49.6% as compared to 39.7% for the same
period last year.

Sales of non-original equipment SONAR and combination SONAR/GPS navigation units
increased 4.0% for the three months ended April 30, 2003 as compared to the same
period last year while unit sales decreased 5.8%. Gross profit on non-original
equipment SONAR and combination SONAR/GPS navigation units increased 21.4% as
compared to the same period last year. Sales and gross margin increased
primarily related to increased sales of the high price point Eagle and premium
price point Lowrance units coupled with decreased sales of the high volume, low
price point Eagle units. This decrease in the Eagle units primarily relates to
the timing of new product releases. During the third quarter of fiscal 2002, the
initial stocking orders for the Fish Easy 2 were filled. However, during fiscal
2003, the initial stocking orders for the Cuda 128 were filled in the second
quarter. The gross profit margin for non-original equipment SONAR and
combination SONAR/GPS navigation units was 45.0% for the three months ended
April 30, 2003 as compared to 38.6% for the same period last year.

Stand-alone GPS navigation sales decreased 17.3% for the three months ended
April 30, 2003 compared to the same period last year while unit sales decreased
44.2%. Gross profit on GPS navigation units increased by 7.1% for the three
months ended April 30, 2003 compared to the same period last year. The gross
margin increase reflects a shift in product mix towards the higher priced,
higher margin gimbal mount units.

Accessory sales decreased 9.2% for the three months ended April 30, 2003 as
compared to the same period last year, while gross profit on these sales
increased by 19.1%. The change in year-over-year gross profit increase primarily
relates to prior year accessory promotions that were not repeated in fiscal
2003.

Original equipment (OEM) SONAR sales to boat manufacturers increased 1.7% on a
5.6% unit decrease as compared to the same period last year. Original equipment
SONAR sales were 2.8% of total net sales for the three month periods ended
January 31, 2003 and 2002, respectively. Gross profit on OEM units increased by
19.0% period over period. Gross profit on OEM units was .8% of total gross
profit for both three month periods ended January 31, 2003 and 2002,
respectively.

OPERATING EXPENSES AND INCOME

Operating expenses increased by $1.6 million for the three months ended April
30, 2003 as compared to the same period last year, an increase of 22.2%.

The 15.5% increase in selling and administrative expenses is due primarily to
increased advertising and marketing efforts that focused on new products. The
increase in research and development expense primarily relates to new product
design for the Company's 2003 product introductions. The Company announced 25
new products for fiscal 2003 which are more than double the new products
released in the previous year.

Operating income increased by $1,545,000 for the three months ended April 30,
2003 as compared to the same period last year.

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INTEREST EXPENSE

Interest expense was $237,000 for the three months ended April 30, 2003 as
compared to $419,000 for the same period last year, a decrease of 43.4%. This
decrease is related to carrying, on average, $1.6 million in lower debt balances
and also to lower interest rates. The interest rate on the Company's primary
financing facility was 4.75% for the three months ended April 30, 2003 as
compared to 5.75% for the three months ended April 30, 2002. The prime rate was
4.25% and 4.75% for the same periods, respectively.

INCOME TAXES

The effective tax rates for the three month periods ended April 30, 2003 and
2002 were 37.4% and 37.0%, respectively.

NET INCOME

Net income was $4,407,000 for the three month period ended April 30, 2003 as
compared to $3,417,000 for the same period last year.

Nine Months Ended April 30, 2003

SALES AND MARGIN

Total net sales increased by 7.1% for the nine months ended April 30, 2003 as
compared to the same period last year while total unit sales increased by 14.1%.
The gross profit margin increased to 43.0% as compared to 36.1% for the same
period last year.

Sales of non-original equipment SONAR and combination SONAR/GPS navigation units
increased 11.2% for the nine months ended April 30, 2003 as compared to the same
period last year while unit sales increased 19.5%. Gross profit on non-original
equipment SONAR and combination SONAR/GPS navigation units increased 20.2% as
compared to the same period last year. The gross profit margin for non-original
equipment SONAR and combination SONAR/GPS navigation units was 42.0% for the
nine months ended April 30, 2003 as compared to 38.9% for the same period last
year.

Stand-alone GPS navigation sales decreased 8.0% for the nine months ended April
30, 2003 compared to the same period last year while unit sales decreased 26.8%.
Gross profit on GPS navigation units increased by 60.0% for the nine months
ended April 30, 2003 as compared to the same period last year. The margin
increase reflects the shift in product mix towards the higher priced, higher
margin gimbal mount units. In addition, the fiscal 2002 gross profit was
negatively impacted by an off-season marketing promotion that included a free
hand-held GPS unit in connection with the consumer's purchase of certain
premium-priced SONAR units. There were no such promotions during fiscal 2003.

Accessory sales decreased 1.9% for the nine months ended April 30, 2003 as
compared to the same period last year, while gross profit on these sales
increased by 7.6%. The year-over-year gross profit increase is related to prior
year accessory promotions that were not repeated in fiscal 2003

Original equipment (OEM) SONAR sales to boat manufacturers increased 17.8% on a
12.6% unit increase as compared to the same period last year. The original
equipment market is continuing to improve from the major decrease in boat sales
that occurred as a result of the general economic downturn last year. Original
equipment SONAR sales were 4.0% of total net sales as compared to 3.6% last
year. Gross profit on OEM units increased by 26.4% period over period. Gross
profit on OEM units was 1.6% of total gross profit for both nine month periods
ended April 30, 2003 and 2002, respectively.

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OPERATING EXPENSES AND INCOME

Operating expenses increased by $3.0 million for the nine months ended April 30,
2003 as compared to the same period last year, an increase of 16.2%.

The 11.3% increase in selling and administrative expenses and the 60.0% increase
in research and development costs directly relate to the 25 new products
announced for fiscal 2003. The number of new products released is more than
double that of the previous year. The increase in selling and administrative
expenses is due primarily to increased advertising and marketing efforts focused
on the new products. The increase in research and development expense relates to
new product design activities.

Operating income increased by $3.0 million for the nine months ended April 30,
2003 as compared to the same period last year.

INTEREST EXPENSE

Interest expense was $757,000 for the nine months ended April 30, 2003 as
compared to $1.2 million for the same period last year, a decrease of 35.8%.
This decrease is related to carrying, on average, $4.4 million in lower debt
balances, in addition to interest rate decreases. The interest rate on the
Company's primary financing facility ranged from 5.75% down to 4.75% for the
nine month period ended April 30, 2003, as compared to rates from 7.75% down to
5.75% for the same period last year. The prime rate ranged from 4.75% to 4.25%
for the nine month period ended April 30, 2003, as compared to rates from 6.75%
to 4.75% for the nine month period ended April 30, 2002.

INCOME TAXES

The effective tax rates for the nine month periods ended April 30, 2003 and 2002
were 37.2% and 37.0%, respectively.

NET INCOME

Net income for the nine month periods ended April 30, 2003 and 2002 was
$3,595,000 and $1,524,000, respectively.

LIQUIDITY AND CAPITAL RESOURCES

The Company's primary sources of liquidity are a $26.5 million line of credit
and lease financing. The line of credit includes a borrowing base of 85% of
qualifying accounts receivable, 30% of qualifying raw material inventory and 60%
of qualifying finished goods inventory with borrowings from inventories limited
to $13 million. At April 30, 2003, the Company had $7.0 million available under
the revolving credit line.

The Company has an overall $33.9 million financing facility consisting of the
revolving credit line discussed above and $7.4 million in term loans. At April
30, 2003, the term loans had a remaining balance of $1.6 million.

During November 2002 the Company amended its financing facility. This amendment
extended the term of the agreement for the revolving credit line from December
31, 2003 to December 31, 2005. Significant provisions of the amendment include
changes in certain financial covenants, the lowering of the interest rate from
prime plus 1.0% to prime plus .5% on all loans under the facility and the
addition of LIBOR based interest rate options. In addition, the amendment allows
for a permanent $1.5 million seasonal overadvance facility.

As of April 30, 2003, the Company had exceeded its third quarter maximum
inventory level covenant; however, the bank waived this violation as an event of
default under the terms of the revolving credit line and

-12-

removed the covenant for the July 31, 2003 reporting date. The Company was in
compliance with all remaining loan covenants at April 30, 2003.

Cash flows used in operations were $6.6 million for the nine months ended April
30, 2003 as compared to $36,000 for the same period last year. Inventories at
July 31, 2002, the beginning of the nine month period, were $12.1 million, or
35.6% lower than inventories at July 31, 2001. Inventories increased by $8.0
million during the nine month period ended April 30, 2003 which was the primary
factor in the change in operating cash flow as compared to the nine months ended
April 30, 2002. Total capital expenditures for the period were $1.7 million,
$492,000 of which were funded by capital lease borrowings.

Inventory on hand at April 30, 2003 for products the Company discontinued during
fiscal 2003 was $329,000; inventory of those specific products amounted to $3.4
million at July 31, 2002. All discontinued inventories are carried at cost,
which management believes to be lower than expected realizable value. The
Company expects the remaining inventory of discontinued products to be sold by
the end of fiscal 2003. Management monitors all inventories via various
inventory control and review processes which include, but are not limited to,
forecast review and inventory reduction meetings, graphical presentations and
forecast versus inventory status reports. Management believes these processes
are adequate.

Demand for the Company's products is seasonal. The Company utilizes the
revolving line of credit to address its seasonal liquidity needs. During the
third quarter, the Company's customers purchase the Company's products so that
the products will be available to sport fishermen and recreational boat owners
for the peak fishing and boating season. The Company does not experience any
consistent quarterly trends for the remaining three quarters.

Management believes the sources of liquidity discussed above are adequate to
satisfy the Company's current working capital and capital equipment needs.

NEW ACCOUNTING STANDARD

In November 2002, the Financial Accounting Standards Board (FASB) issued
Interpretation No. 45, "Guarantor's Accounting and Disclosure Requirements for
Guarantees, Including Indirect Guarantees of Indebtedness of Others" ("FIN 45").
The initial recognition and initial measurement provisions of the interpretation
are applicable on a prospective basis to guarantees issued or modified after
December 31, 2002. The disclosure requirements are effective for financial
statements of interim or annual periods ending after December 15, 2002. The
adoption of FIN 45 did not impact the Company's financial position or results of
operations.

OUTLOOK AND UNCERTAINTIES

Certain matters discussed in this report, excluding historical information,
include certain forward-looking statements within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the Securities and
Exchange Act of 1934, as amended, that involve risks and uncertainties. The
Company and its representatives may from time to time make written or verbal
forward-looking statements, including statements contained in filings with the
Securities and Exchange Commission and in the report to stockholders. Statements
that address the Company's operating performance, events or developments that
the Company expects or anticipates will occur in the future, including
statements relating to sales and earnings growth, statements expressing general
optimism about future operating results and statements relating to liquidity and
future financing plans are forward-looking statements. Although the Company
believes that such forward-looking statements are based on management's
then-current views and reasonable assumptions, no assurance can be given that
every objective will be reached. Such statements are made in reliance on the
"safe harbor" protections provided under the Private Securities litigation
Reform Act of 1995.

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As required by the Private Securities Litigation Reform Act of 1995, the Company
hereby identifies the following factors that could cause actual results to
differ materially from any results projected, forecasted, estimated or budgeted
by the company in forward-looking statements:

o Financial performance and cash flow from operations in fiscal 2003 are
based on attaining current projections.

o Production delays due to raw material shortages or unforeseen
competitive pressures could have a materially adverse effect on current
projections.

o Because of the dynamic environment in which the Company operates, one or
more key factors discussed in "Part I, Item 1. Business" of the
Company's most recent Form 10-K could have an adverse effect on expected
results for fiscal 2003.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

The Company is exposed to cash flow and interest rate risk due to changes in
interest rates with respect to its long-term debt. See Note 3 to the
consolidated financial statements for details on the Company's long-term debt. A
..5% increase in the prime rate for the nine months ended April 30, 2003 would
have had a negative after-tax impact of approximately $28,000.

The Company is subject to foreign currency risk due to the location of its
manufacturing facility in Mexico and sales from each of its distribution
facilities in Canada and Australia, which are denominated in the local currency.
Sales to other countries are denominated in U.S. dollars. Although fluctuations
have occurred in the Mexican peso, the Canadian dollar and the Australian
dollar, such fluctuations have not historically had a significant impact on the
Company's financial statements taken as a whole. Future volatility in these
exchange rates could have a significant impact on the Company's financial
statements.

ITEM 4. CONTROLS AND PROCEDURES

The Company maintains controls and procedures designed to ensure that
information required to be disclosed in the reports that the Company files or
submits under the Securities Exchange Act of 1934 is recorded, processed,
summarized and reported within the time periods specified in the rules and forms
of the Securities and Exchange Commission.

(a) Evaluation of Controls and Procedures - Within 90 days prior to the
filing of this report, under the supervision and with the participation
of the Company's management, including the Company's Chief Executive
Officer (CEO) and Chief Financial Officer (CFO), an evaluation of the
effectiveness of the Company's disclosure controls and procedures (as
such terms are defined in Rule 13a-14(c) and 15d-14(c) of the Exchange
Act) was performed. Based on this evaluation, the CEO and CFO have
concluded that the Company's disclosure controls and procedures are
effective to ensure that material information is recorded, processed,
summarized and reported by management of the Company on a timely basis
in order to comply with the Company's disclosure obligations under the
Securities Exchange Act of 1934 and the SEC rules thereunder.

(b) Changes in Internal Controls - There were no significant changes in the
Company's internal controls or in other factors that could significantly
affect these controls subsequent to the date of the evaluation.

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PART II -- OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Not applicable

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

Not applicable

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

Not applicable

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

Not applicable

ITEM 5. OTHER INFORMATION

Not applicable

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a.) The exhibits listed on the following Exhibit Index are filed
as part of this Report. Exhibits required by Item 601 of
Regulation S-K, but which are not listed below, are
inapplicable.

Exhibit Index:

3.1 Restated Certificate of Incorporation of Lowrance
Electronics, Inc., previously filed as Exhibit 3.1 to
the Company's Quarterly Report on Form 10-Q dated
October 31, 2002, which is incorporated herein by
reference thereto.

3.2 By-Laws of Lowrance Electronics, Inc., previously filed
as Exhibit 3.2 to the Company's Quarterly Report on Form
10-Q dated October 31, 2002, which is incorporated
herein by reference thereto.

4.1 Shareholders' Agreement dated December 22, 1978, by and
between Darrell J. Lowrance, James L. Knight, and Ben V.
Schneider previously filed as Exhibit 4.3 to the
Company's Registration Statement on Form S-1 (SEC File
No. 33-9464), which is incorporated by reference
thereto.

4.2 First Amendment to Shareholders' Agreement dated October
7, 1986 by and between Darrell J. Lowrance, James L.
Knight, and Ben V. Schneider previously filed as Exhibit
4.4 to the Company's Registration Statement on Form S-1
(SEC File No. 33-9464), which is incorporated by
reference thereto.

4.3 Agreement between Stockholders dated October 7, 1986, by
and between the Company and Darrell J. Lowrance, James
L. Knight, and Ben V. Schneider previously filed as
Exhibit 4.5 to the Company's Registration Statement on
Form S-1 (SEC File No. 33-9464), which is incorporated
herein by reference thereto.

10.2 Lowrance Retirement Plan and Trust previously filed as
Exhibit 10.2 to the Company's Registration Statement on
Form S-1 (SEC File No. 33-9464), which is incorporated
herein by reference thereto.

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10.3 Form of Distributor Agreements previously filed as
Exhibit 10.4 to the Company's Registration Statement on
Form S-1 (SEC File No. 33-9464), which is incorporated
herein by reference thereto.

10.13 Loan and Security Agreement dated December 15, 1993, by
the Company in favor of Barclays Business Credit, Inc.,
previously filed as Exhibit 10.13 to the Company's 1994
Annual Report on Form 10-K, which is incorporated herein
by reference thereto.

10.14 Amended and Restated Secured Promissory Note dated
October 16, 1995, by and between the Company and Shawmut
Capital Corporation (formerly Barclays Business Credit,
Inc.), previously filed as Exhibit 10.14 to the
Company's 1995 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.15 Amended and Restated Revolving Credit Notes dated
October 16, 1995, by and between the Company and Shawmut
Capital Corporation (formerly Barclays Business Credit,
Inc.), previously filed as Exhibit 10.15 to the
Company's 1995 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.16 First Amendment to Loan and Security Agreement dated
October 16, 1995, by and between the Company and Shawmut
Capital Corporation (formerly Barclays Business Credit,
Inc.), previously filed as Exhibit 10.16 to the
Company's 1995 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.17 Amended and Restated Stock Pledge Agreement dated
October 16, 1995, by and between the Company and Shawmut
Capital Corporation (formerly Barclays Business Credit,
Inc.), previously filed as Exhibit 10.17 to the
Company's 1995 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.18 Unconditional Guaranty dated October 16, 1995, by and
between Sea Electronics, Inc. and Shawmut Capital
Corporation, previously filed as Exhibit 10.18 to the
Company's 1995 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.19 First Amendment to Mortgage, Security Agreement,
Financing Statement and Assignment of Rents dated
October 16, 1995, by and between the Company and Shawmut
Capital Corporation (formerly Barclays Business Credit,
Inc.) previously filed as Exhibit 10.19 to the Company's
1996 Annual Report on Form 10-K, which is incorporated
herein by reference thereto.

10.20 Lease Agreement entered into by and between Eric Juan De
Dios Flourie Geffroy and Electronica Lowrance De Mexico,
S. A. de C. V. dated August 30, 1996, previously filed
as Exhibit 10.20 to the Company's 1996 Annual Report on
Form 10-K, which is incorporated herein by reference
thereto.

10.21 Lease Agreement entered into by and between Refugio
Geffroy De Flourie, Eric Juan De Dios Flourie Geffroy,
Elizabeth Flourie Geffroy, Edith Flourie Geffroy and
Electronica Lowrance De Mexico, S. A. de C. V. dated
August 30, 1996, previously filed as Exhibit 10.21 to
the Company's 1996 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.22 Second Amendment to Loan and Security Agreement dated
November 1, 1996, by and between the Company and Fleet
Capital Corporation (formerly Shawmut Capital
Corporation), previously filed as Exhibit 10.22 to the
Company's 1997 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

-16-

10.23 Third Amendment to Loan and Security Agreement dated
December 31, 1996, by and between the Company and Fleet
Capital Corporation (formerly Shawmut Capital
Corporation), previously filed as Exhibit 10.23 to the
Company's 1997 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.24 Fourth Amendment to Loan and Security Agreement dated
August 14, 1997, by and between the Company and Fleet
Capital Corporation (formerly Shawmut Capital
Corporation), previously filed as Exhibit 10.24 to the
Company's 1997 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.25 Fifth Amendment to Loan and Security Agreement dated
August 25, 1997, by and between the Company and Fleet
Capital Corporation (formerly Shawmut Capital
Corporation), previously filed as Exhibit 10.25 to the
Company's 1997 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.26 Sixth Amendment to Loan and Security Agreement dated
August 28, 1997, by and between the Company and Fleet
Capital Corporation (formerly Shawmut Capital
Corporation), previously filed as Exhibit 10.26 to the
Company's 1998 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.27 Seventh Amendment to Loan and Security Agreement dated
November 6, 1997, by and between the Company and Fleet
Capital Corporation (formerly Shawmut Capital
Corporation), previously filed as Exhibit 10.27 to the
Company's 1998 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.28 Eighth Amendment to Loan and Security Agreement dated
December 9, 1997, by and between the Company and Fleet
Capital Corporation (formerly Shawmut Capital
Corporation), previously filed as Exhibit 10.28 to the
Company's 1998 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.29 Ninth Amendment to Loan and Security Agreement dated
September 14, 1998, by and between the Company and Fleet
Capital Corporation (formerly Shawmut Capital
Corporation), previously filed as Exhibit 10.29 to the
Company's 1998 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.30 Tenth Amendment to Loan and Security Agreement dated
November 12, 1998, by and between the Company and Fleet
Capital Corporation (formerly Shawmut Capital
Corporation), previously filed as Exhibit 10.30 to the
Company's 1998 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.31 Eleventh Amendment to Loan and Security Agreement dated
March 14, 2000, by and between the Company and Fleet
Capital, previously filed as Exhibit 10.31 to the
Company's 2000 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.32 Twelfth Amendment to Loan and Security Agreement dated
October 18, 2000, previously filed as Exhibit 10.32 to
the Company's October 31, 2000 Quarterly Report on Form
10-Q, which is incorporated herein by reference thereto.

10.33 Employment Agreement for Douglas J. Townsdin, dated as
of April 7, 2000, previously filed as Exhibit 10.33 to
the Company's 2001 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

-17-

10.34 Employment Agreement for Bob G. Callaway, dated as of
March 27, 2000, previously filed as Exhibit 10.34 to the
Company's 2001 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.35 Employment Agreement for Mark C. McQuown, dated as of
April 7, 2000, previously filed as Exhibit 10.35 to the
Company's 2001 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.36 Employment Agreement for Jane M. Kaiser, dated as of
April 7, 2000, previously filed as Exhibit 10.36 to the
Company's 2001 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.37 Lease Agreement entered into by and between Eric Juan de
Dios Flourie Geffroy, Refugio Geffroy de Flourie,
Elizabeth Pierret Pepita Flourie Geffroy, Edith
Elizabeth Cuquita Flouri Geffroy and Lowrance
Electronica de Mexico, S.A. de C.V. dated May 11, 2001,
previously filed as Exhibit 10.37 to the Company's 2001
Annual Report on Form 10-K, which is incorporated herein
by reference thereto.

10.38 2001 Stock Option Plan of the Company, filed as Exhibit
A to the Company's Proxy Statement for its Annual
Meeting of Stockholders to be held on December 11, 2001,
previously filed as Exhibit 10.38 to the Company's 2001
Annual Report on Form 10-K, which is incorporated herein
by reference thereto.

10.39 Nonqualified Stock Option Agreement between the Company
and Ron G. Weber dated July 25, 2001, previously filed
as Exhibit 10.39 to the Company's 2001 Annual Report on
Form 10-K, which is incorporated herein by reference
thereto.

10.40 Incentive Stock Option Agreement between the Company and
Ron G. Weber dated July 25, 2001, previously filed as
Exhibit 10.40 to the Company's 2001 Annual Report on
Form 10-K, which is incorporated herein by reference
thereto.

10.41 Incentive Stock Option Agreement between the Company and
Douglas Townsdin dated October 4, 2001, previously filed
as Exhibit 10.41 to the Company's 2001 Annual Report on
Form 10-K, which is incorporated herein by reference
thereto.

10.42 Incentive Stock Option Agreement between the Company and
Bob G. Callaway dated July 25, 2001, previously filed as
Exhibit 10.42 to the Company's 2001 Annual Report on
Form 10-K, which is incorporated herein by reference
thereto.

10.43 Incentive Stock Option Agreement between the Company and
Mark McQuown dated July 25, 2001, previously filed as
Exhibit 10.43 to the Company's 2001 Annual Report on
Form 10-K, which is incorporated herein by reference
thereto.

10.44 Incentive Stock Option Agreement between the Company and
Jane M. Kaiser dated July 25, 2001, previously filed as
Exhibit 10.44 to the Company's 2001 Annual Report on
Form 10-K, which is incorporated herein by reference
thereto.

10.45 Thirteenth Amendment to Loan and Security Agreement
dated October 19, 2001, by and between the Company and
Fleet Capital, previously filed as Exhibit 10.45 to the
Company's Quarterly Report on Form 10-Q dated October
31, 2001, which is incorporated herein by reference
thereto.

-18-

10.46 Fourteenth Amendment to Loan and Security Agreement
dated March 11, 2002, by and between the Company and
Fleet Capital, previously filed as Exhibit 10.46 to the
Company's 2002 Quarterly Report on Form 10-Q dated
January 31, 2002.

10.47 Fifteenth Amendment to Loan and Security Agreement dated
November 26, 2002, by and between the Company and Fleet
Capital, previously filed as Exhibit 10.47 to the
Company's 2003 Quarterly Report on Form 10-Q dated
October 31, 2002, which is incorporated herein by
reference thereto.

22.13 Subsidiaries of the Company as of July 31, 2001,
previously filed as Exhibit 22.13 to the Company's 2001
Annual Report on Form 10-K, which is incorporated herein
by reference thereto.

99.1 Certification of Periodic Financial Report Pursuant to
18 U.S.C. Section 1350, executed by Darrell J. Lowrance,
President and Chief Executive Officer of Lowrance
Electronics, Inc. and Douglas J. Townsdin, Vice
President of Finance and Chief Financial Officer of
Lowrance Electronics, Inc., filed herewith.

(b.) Reports on Form 8-K.

On June 11, 2003, the Company filed a Form 8-K with the SEC
regarding its press release of the same date which announced its
financial results for the third quarter and nine months ended
April 30, 2003. A copy of this press release was furnished as an
exhibit to this report on Form 8-K.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

LOWRANCE ELECTRONICS, INC.

DATE: June 11, 2003 BY: /s/ Darrell J. Lowrance
------------- ----------------------------
Darrell J. Lowrance,
President and Chief Executive Officer
(Principal Executive Officer)

DATE: June 11, 2003 BY: /s/ Douglas J. Townsdin
------------- ----------------------------
Douglas J. Townsdin
Vice President of Finance and
Chief Financial Officer
(Principal Financial Officer)

-19-

CERTIFICATION OF THE PRINCIPAL EXECUTIVE OFFICER

I, Darrell J. Lowrance, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Lowrance Electronics,
Inc.;

2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this quarterly report;

3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all
material respects the financial condition, results of operations and cash
flows of the registrant as of, and for, the periods presented in this
quarterly report;

4. The registrant's other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined
in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a. designed such disclosure controls and procedures to ensure
that material information relating to the registrant,
including its consolidated subsidiaries, is made known to us
by others within those entities, particularly during the
period in which this quarterly report is being prepared;

b. evaluated the effectiveness of the registrant's disclosure
controls and procedures as of a date within 90 days prior to
the filing date of this quarterly report (the "Evaluation
Date"); and

c. presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based
on our evaluation as of the Evaluation Date;

5. The registrant's other certifying officer and I have disclosed, based on
our most recent evaluation, to the registrant's auditors and the audit
committee of the registrant's board of directors (or persons performing the
equivalent function):

a. all significant deficiencies in the design or operation of
internal controls which could adversely affect the
registrant's ability to record, process, summarize and report
financial data and have identified for the registrant's
auditors any material weaknesses in internal controls; and

b. any fraud, whether or not material, that involves management
or other employees who have a significant role in the
registrant's internal controls; and

6. The registrant's other certifying officer and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal
controls subsequent to the date of our most recent evaluation, including
any corrective actions with regard to significant deficiencies and material
weaknesses.

Dated: June 11, 2003

/s/ Darrell J. Lowrance
Darrell J. Lowrance
President and Chief Executive Officer

-20-

CERTIFICATION OF THE PRINCIPAL FINANCIAL OFFICER

I, Douglas J. Townsdin, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Lowrance Electronics,
Inc.;

2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this quarterly report;

3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all
material respects the financial condition, results of operations and cash
flows of the registrant as of, and for, the periods presented in this
quarterly report;

4. The registrant's other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined
in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a. designed such disclosure controls and procedures to ensure
that material information relating to the registrant,
including its consolidated subsidiaries, is made known to us
by others within those entities, particularly during the
period in which this quarterly report is being prepared;

b. evaluated the effectiveness of the registrant's disclosure
controls and procedures as of a date within 90 days prior to
the filing date of this quarterly report (the "Evaluation
Date"); and

c. presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based
on our evaluation as of the Evaluation Date;

5. The registrant's other certifying officer and I have disclosed, based on
our most recent evaluation, to the registrant's auditors and the audit
committee of the registrant's board of directors (or persons performing the
equivalent function):

a. all significant deficiencies in the design or operation of
internal controls which could adversely affect the
registrant's ability to record, process, summarize and report
financial data and have identified for the registrant's
auditors any material weaknesses in internal controls; and

b. any fraud, whether or not material, that involves management
or other employees who have a significant role in the
registrant's internal controls; and

6. The registrant's other certifying officer and I have indicated in this
quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal
controls subsequent to the date of our most recent evaluation, including
any corrective actions with regard to significant deficiencies and material
weaknesses.

Dated: June 11, 2003

/s/ Douglas J. Townsdin
Douglas J. Townsdin
Vice President of Finance
and Chief Financial Officer

-21-

EXHIBIT INDEX

10.3 Form of Distributor Agreements previously filed as Exhibit 10.4 to
the Company's Registration Statement on Form S-1 (SEC File No.
33-9464), which is incorporated herein by reference thereto.

10.13 Loan and Security Agreement dated December 15, 1993, by the Company
in favor of Barclays Business Credit, Inc., previously filed as
Exhibit 10.13 to the Company's 1994 Annual Report on Form 10-K,
which is incorporated herein by reference thereto.

10.14 Amended and Restated Secured Promissory Note dated October 16, 1995,
by and between the Company and Shawmut Capital Corporation (formerly
Barclays Business Credit, Inc.), previously filed as Exhibit 10.14
to the Company's 1995 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.15 Amended and Restated Revolving Credit Notes dated October 16, 1995,
by and between the Company and Shawmut Capital Corporation (formerly
Barclays Business Credit, Inc.), previously filed as Exhibit 10.15
to the Company's 1995 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.16 First Amendment to Loan and Security Agreement dated October 16,
1995, by and between the Company and Shawmut Capital Corporation
(formerly Barclays Business Credit, Inc.), previously filed as
Exhibit 10.16 to the Company's 1995 Annual Report on Form 10-K,
which is incorporated herein by reference thereto.

10.17 Amended and Restated Stock Pledge Agreement dated October 16, 1995,
by and between the Company and Shawmut Capital Corporation (formerly
Barclays Business Credit, Inc.), previously filed as Exhibit 10.17
to the Company's 1995 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.18 Unconditional Guaranty dated October 16, 1995, by and between Sea
Electronics, Inc. and Shawmut Capital Corporation, previously filed
as Exhibit 10.18 to the Company's 1995 Annual Report on Form 10-K,
which is incorporated herein by reference thereto.

10.19 First Amendment to Mortgage, Security Agreement, Financing Statement
and Assignment of Rents dated October 16, 1995, by and between the
Company and Shawmut Capital Corporation (formerly Barclays Business
Credit, Inc.) previously filed as Exhibit 10.19 to the Company's
1996 Annual Report on Form 10-K, which is incorporated herein by
reference thereto.

10.20 Lease Agreement entered into by and between Eric Juan De Dios
Flourie Geffroy and Electronica Lowrance De Mexico, S. A. de C. V.
dated August 30, 1996, previously filed as Exhibit 10.20 to the
Company's 1996 Annual Report on Form 10-K, which is incorporated
herein by reference thereto.

10.21 Lease Agreement entered into by and between Refugio Geffroy De
Flourie, Eric Juan De Dios Flourie Geffroy, Elizabeth Flourie
Geffroy, Edith Flourie Geffroy and Electronica Lowrance De Mexico,
S. A. de C. V. dated August 30, 1996, previously filed as Exhibit
10.21 to the Company's 1996 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.22 Second Amendment to Loan and Security Agreement dated November 1,
1996, by and between the Company and Fleet Capital Corporation
(formerly Shawmut Capital Corporation), previously filed as Exhibit
10.22 to the Company's 1997 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.23 Third Amendment to Loan and Security Agreement dated December 31,
1996, by and between the Company and Fleet Capital Corporation
(formerly Shawmut Capital Corporation), previously filed as Exhibit
10.23 to the Company's 1997 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.24 Fourth Amendment to Loan and Security Agreement dated August 14,
1997, by and between the Company and Fleet Capital Corporation
(formerly Shawmut Capital Corporation), previously filed as Exhibit
10.24 to the Company's 1997 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.25 Fifth Amendment to Loan and Security Agreement dated August 25,
1997, by and between the Company and Fleet Capital Corporation
(formerly Shawmut Capital Corporation), previously filed as Exhibit
10.25 to the Company's 1997 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.26 Sixth Amendment to Loan and Security Agreement dated August 28,
1997, by and between the Company and Fleet Capital Corporation
(formerly Shawmut Capital Corporation), previously filed as Exhibit
10.26 to the Company's 1998 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.27 Seventh Amendment to Loan and Security Agreement dated November 6,
1997, by and between the Company and Fleet Capital Corporation
(formerly Shawmut Capital Corporation), previously filed as Exhibit
10.27 to the Company's 1998 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.28 Eighth Amendment to Loan and Security Agreement dated December 9,
1997, by and between the Company and Fleet Capital Corporation
(formerly Shawmut Capital Corporation), previously filed as Exhibit
10.28 to the Company's 1998 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.29 Ninth Amendment to Loan and Security Agreement dated September 14,
1998, by and between the Company and Fleet Capital Corporation
(formerly Shawmut Capital Corporation), previously filed as Exhibit
10.29 to the Company's 1998 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.30 Tenth Amendment to Loan and Security Agreement dated November 12,
1998, by and between the Company and Fleet Capital Corporation
(formerly Shawmut Capital Corporation), previously filed as Exhibit
10.30 to the Company's 1998 Annual Report on Form 10-K, which is
incorporated herein by reference thereto.

10.31 Eleventh Amendment to Loan and Security Agreement dated March 14,
2000, by and between the Company and Fleet Capital, previously filed
as Exhibit 10.31 to the Company's 2000 Annual Report on Form 10-K,
which is incorporated herein by reference thereto.

10.32 Twelfth Amendment to Loan and Security Agreement dated October 18,
2000, previously filed as Exhibit 10.32 to the Company's October 31,
2000 Quarterly Report on Form 10-Q, which is incorporated herein by
reference thereto.

10.33 Employment Agreement for Douglas J. Townsdin, dated as of April 7,
2000, previously filed as Exhibit 10.33 to the Company's 2001 Annual
Report on Form 10-K, which is incorporated herein by reference
thereto.

10.34 Employment Agreement for Bob G. Callaway, dated as of March 27,
2000, previously filed as Exhibit 10.34 to the Company's 2001 Annual
Report on Form 10-K, which is incorporated herein by reference
thereto.

10.35 Employment Agreement for Mark C. McQuown, dated as of April 7, 2000,
previously filed as Exhibit 10.35 to the Company's 2001 Annual
Report on Form 10-K, which is incorporated herein by reference
thereto.

10.36 Employment Agreement for Jane M. Kaiser, dated as of April 7, 2000,
previously filed as Exhibit 10.36 to the Company's 2001 Annual
Report on Form 10-K, which is incorporated herein by reference
thereto.

10.37 Lease Agreement entered into by and between Eric Juan de Dios
Flourie Geffroy, Refugio Geffroy de Flourie, Elizabeth Pierret
Pepita Flourie Geffroy, Edith Elizabeth Cuquita Flouri Geffroy and
Lowrance Electronica de Mexico, S.A. de C.V. dated May 11, 2001,
previously filed as Exhibit 10.37 to the Company's 2001 Annual
Report on Form 10-K, which is incorporated herein by reference
thereto.

10.38 2001 Stock Option Plan of the Company, filed as Exhibit A to the
Company's Proxy Statement for its Annual Meeting of Stockholders to
be held on December 11, 2001, previously filed as Exhibit 10.38 to
the Company's 2001 Annual Report on Form 10-K, which is incorporated
herein by reference thereto.

10.39 Nonqualified Stock Option Agreement between the Company and Ron G.
Weber dated July 25, 2001, previously filed as Exhibit 10.39 to the
Company's 2001 Annual Report on Form 10-K, which is incorporated
herein by reference thereto.

10.40 Incentive Stock Option Agreement between the Company and Ron G.
Weber dated July 25, 2001, previously filed as Exhibit 10.40 to the
Company's 2001 Annual Report on Form 10-K, which is incorporated
herein by reference thereto.

10.41 Incentive Stock Option Agreement between the Company and Douglas
Townsdin dated October 4, 2001, previously filed as Exhibit 10.41 to
the Company's 2001 Annual Report on Form 10-K, which is incorporated
herein by reference thereto.

10.42 Incentive Stock Option Agreement between the Company and Bob G.
Callaway dated July 25, 2001, previously filed as Exhibit 10.42 to
the Company's 2001 Annual Report on Form 10-K, which is incorporated
herein by reference thereto.

10.43 Incentive Stock Option Agreement between the Company and Mark
McQuown dated July 25, 2001, previously filed as Exhibit 10.43 to
the Company's 2001 Annual Report on Form 10-K, which is incorporated
herein by reference thereto.

10.44 Incentive Stock Option Agreement between the Company and Jane M.
Kaiser dated July 25, 2001, previously filed as Exhibit 10.44 to the
Company's 2001 Annual Report on Form 10-K, which is incorporated
herein by reference thereto.

10.45 Thirteenth Amendment to Loan and Security Agreement dated October
19, 2001, by and between the Company and Fleet Capital, previously
filed as Exhibit 10.45 to the Company's Quarterly Report on Form
10-Q dated October 31, 2001, which is incorporated herein by
reference thereto.

10.46 Fourteenth Amendment to Loan and Security Agreement dated March 11,
2002, by and between the Company and Fleet Capital, previously filed
as Exhibit 10.46 to the Company's 2002 Quarterly Report on Form 10-Q
dated January 31, 2002.

10.47 Fifteenth Amendment to Loan and Security Agreement dated November
26, 2002, by and between the Company and Fleet Capital, previously
filed as Exhibit 10.47 to the Company's 2003 Quarterly Report on
Form 10-Q dated October 31, 2002, which is incorporated herein by
reference thereto.

22.13 Subsidiaries of the Company as of July 31, 2001, previously filed as
Exhibit 22.13 to the Company's 2001 Annual Report on Form 10-K,
which is incorporated herein by reference thereto.

99.1 Certification of Periodic Financial Report Pursuant to 18 U.S.C.
Section 1350, executed by Darrell J. Lowrance, President and Chief
Executive Officer of Lowrance Electronics, Inc. and Douglas J.
Townsdin, Vice President of Finance and Chief Financial Officer of
Lowrance Electronics, Inc., filed herewith.